Companies are facing increasing regulatory burden, with greater focus by boards, investors and regulators on sound corporate governance, compliance and risk management, and a continuing flow of new rules and regulations in this area.
To support you in dealing with these issues, whether at board level, General Counsel or as part of the Company Secretarial team, we provide a full suite of corporate governance and compliance services. We can support you in areas not covered by in house-teams, or where internal resources may be stretched - specialising in particularly complex areas.
We provide the following corporate governance services:
- compliance with Listing Rules, AIM Rules, Disclosure and Transparency Rules, Companies Act 2006, Takeover Code and regulatory announcements, institutional guidelines and the UK Corporate Governance Code;
- insider dealing protocols and share dealing codes;
- board and committee structures and terms of reference, board and NED independence and changes in board composition, appointment letters and contracts, participation in boardroom induction and training programmes;
- directors' duties and conflicts of interest;
- constitutional document reviews;
- independent advice on remuneration, audit, nominations and other committees and individual executives who may require independent advice;
- annual reports and accounts - including ensuring compliance with both statutory requirements and non-statutory guidance;
- AGMs and investor/shareholder issues - our advisory team provide comprehensive specialist advice on the day-to-day issues affecting companies, including shareholder ownership issues and disputes;
- company secretarial support;
- risk management issues ranging from the adequacy, amendment and establishment of risk management and controls to share ownership issues, including the use of internal markets to incentivise and enfranchise employees and provisions to regulate control and ownership;
- implementation, management and tax treatment of share incentive schemes; and
- EU competition law, data protection, anti-bribery and investigations.
To help you stay up-to-date with the latest developments and the impact on your business, we also provide seminars and training workshops via webinar or by tailored e-briefings. These services are a key part of our aim to build a long-term relationship with you and support you as your trusted adviser. Our team is led by experienced specialists who bring their knowledge of current and future developments to bear, often informed by their participation in legal and industry committees.
Meet the corporate governance team
Diversity and Inclusion: Clear transparency?
This article focuses on the published its Consultation Paper on diversity and inclusion on company boards and executive committees in July.
Mandatory climate-related disclosures coming soon
On 28 October 2021, the government published its response to its consultation on mandatory climate-related disclosures.
Reform of the UK Prospectus Regime
This article focuses on three aspects of the consultation: Quality and Duplication, Widening participation in public offers, Agility
UK Government issues initial consultation on potential new power to block listings on national security grounds
The Government is proposing new power block listings on national security grounds. Read this article to find out more.
Public Company Update - May 2021
Read the May 2021 edition of our biannual Public Company Update.
Linking ESG and Executive Pay
How does a business go about embedding a focus on strong ESG performance into the structures and culture of its organisation?
National Security and Investment Act granted Royal Assent
The Act establishes a new regime for the review of mergers, acquisitions and other transactions that could threaten national security.
Market Abuse Regulation update: January 2021
We highlight the recent changes to the Market Abuse Regulation (MAR) .
FCA publishes listing rule on enhanced climate-related disclosures and clarifies existing obligations
Premium listed commercial companies should start addressing what they need to do to make the required disclosures in sufficient detail.
Managing risk in property management companies – corporate governance and considerations for directors
We take a closer look at the guide launched by the Companies House highlighting key considerations for flat management company directors.
Public Company update - May 2020
The May 2020 edition of our biannual Public Company Update.
Update: Companies House filings and COVID-19
Companies House introduce emergency filing service to help companies navigate COVID-19 impact.
The Future Fund – good news for growth companies?
The Treasury announced the ‘Future Fund’ to support companies who may not be eligible for funding under other COVID-19 Government schemes.
COVID-19: FCA Measures to aid listed issuers
The FCA issued statement of policy with a temporary relaxation of its rules.
COVID-19 update for listed companies
An update on holding AGMs, wrongful trading, Company accounts / corporate reporting and share issuances impacted by COVID-19.
Bad AGMs (and how to avoid them): January 2020
In case you missed it - we provide essential tips to help avoid those difficult AGMs that no one wants to experience from our 2020 mock AGM.
ESG: what does it mean and why is it important for you?
Companies operating in almost every sector are now coming under pressure to report on their ESG credentials and policies.
The UK Stewardship Code: 2020
The code, effective from 1 January 2020, retains a focus on long-term investment, with increased scope, standard and application.
The (almost) End of Bearer Shares in Switzerland
The Federal Law on the Implementation of the Recommendations of the World Forum will enter into force on 1 November 2019.
Charles Russell Speechlys advises Moore Stephens International on its global brand protection project, rebrand and corporate restructuring
Charles Russell Speechlys advised Moore Stephens International Ltd on its global reorganisation operated through Moore Global Network Ltd.